NOEM SEC filings, in plain English
Everything CO2 Energy Transition Corp. has filed with the SEC that we hold — 40 filings, newest first, 40 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: Quarterly report (Form 10-Q) for the period ended June 30, 2026. The Company's Annual Meeting on July 21, 2026, triggered redemption of 5,869,285 public shares at ≈$10.57 per share for $62,050,810, leaving only 1,030,715 public shares outstanding. The meeting also approved extending the deadline to complete a business combination to June 22, 2027, with reduced monthly extension deposits of the lesser of $50,000 or $0.03 per remaining public share (now ~$30,921). The CEO and President, Brady Rodgers, resigned on July 27, 2026; Charles Fox was elected as his replacement effective July 29, 2026. Why it matters: The massive post-quarter-end redemption slashed trust assets by 85%, severely limiting the cash available for a deal and making the SPAC a less attractive partner. The reduced float may also threaten Nasdaq listing compliance. The sponsor's reduced extension payment burden ($30,921 vs. $229,700) lowers immediate liquidation risk but still requires sponsor funding. The unexpected CEO resignation and appointment of Chairman Charles Fox to the role introduces leadership and succession risk at a critical deal-or-liquidation stage.
What changed vs 2026-05-15trust $72.1M → $72.7M +1%deadline 2026-05-22 → 2027-06-22trust account, combination deadline, going-concern doubt +22 moved · 3 with no prior record of ours
- Trust account
- $72.1M$72.7M
- Combination deadline
- 2026-05-222027-06-22
- Going-concern doubt
- stated · unchanged
- Mandate language
- the Company intends to focus its search for a target busines… · unchanged
- Redeemable shares
- 6.90M · unchanged
SpacBrain reads this as $623,961 was added to the trust between the two filings.
The clause …“expenses 103,166 95,333 Total Current Assets 110,341 382,934 Investments held in Trust Account 72,737,856 72,113,895 TOTAL ASSETS $ 72,848,197 $ 72,496,829 LIABILITIES, COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION AND STOCKHOLDERS’”…
SpacBrain reads this as 396 days later than the previous record.
The clause …“the time of the Company’s IPO. 25 In addition, if we are unable to complete a Business Combination by June 22, 2027, then the Company will cease all operations except for the purpose of liquidating. We cannot be assured that our plans”…
The clause “EMENTS JUNE 30, 2026 (Unaudited) In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Codification (“ASC”) 205-40, “Going Concern,” Management has determined that the”…
The clause “0,000,000 shares authorized; 2,685,750 shares issued and outstanding (excluding 6,900,000 shares subject to possible redemption) at June 30, 2026 and December 31, 2025, respectively 269 269 Additional paid-in capital — — Accumulated”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: A Schedule 13G/A amended beneficial ownership report, which functions as a routine regulatory compliance exhibit. The filing identifies KARPUS MANAGEMENT, INC. as the reporting holder. As the document itself states, it serves solely as a beneficial ownership update and contains no statements regarding redemption deadlines, trust value, extensions, deal progress, or sponsor conduct, nor does it make claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Why it matters: Because the exhibit is limited to identifying a beneficial owner, it does not affect the current searching status, the applicable deadline, or the trust value per share. Investors tracking capital events or SPAC mechanics will find it procedurally neutral.
What changed: An SEC Form 8-K Current Report filed to announce corporate governance and executive leadership changes, specifically documenting the resignation of a director and chief executive officer, the election of a new chief executive officer, and the appointment of a new director. Per the filing, Brady Rodgers resigned as President, Chief Executive Officer, and director on July 27, 2026. The registrant states the departure was not due to a disagreement regarding operations, policies, or practices. Effective July 29, 2026, the Board elected Charles Fox—already serving as Chairman—to assume the roles of President and Chief Executive Officer. Also effective July 29, 2026, Andrew Martin was appointed to the Board of Directors. The filing discloses that neither appointee has transactions requiring disclosure under Regulation S-K Item 404(a). Regarding SPAC mechanics, the filing does not reference pending redemption deadlines, trust account distributions, extension vote triggers, amended prospectus supplements, or announced business combinations; those calendar items remain governed by prior filings. Why it matters: Executive transitions in pre-combination SPACs directly affect deal execution capacity, sponsor alignment, and oversight structure. According to the filing, Mr. Fox carries documented sector expertise: he previously served as vice president of operations and engineering for Kinder Morgan CO2 Company (2000–2013), co-founded and led Windy Cove Energy II, and co-authored the SPE monograph 'Practical Aspects of CO2 Flooding' while serving as an SPE distinguished lecturer on carbon capture utilization and storage. The filing further states that Mr. Martin serves as President of the sponsor entity (CO2 Energy Transition, LLC) and sits on multiple energy and private equity boards. These appointments concentrate operational authority and sponsor-aligned board representation without altering the existing trust balance or redemption framework. Investors tracking capital structure protection and sponsor conduct should monitor whether subsequent merger filings or proxy materials reflect continued independence safeguards, compensation alignments, or target selection criteria tied to the incoming leadership’s stated technical background.
What changed: A Form 8-K Current Report detailing the results of an Annual Meeting of Stockholders, amendments to the Certificate of Incorporation and Investment Management Trust Agreement, director elections, auditor ratification, and post-vote redemption disclosures. According to the Company, stockholders on July 21, 2026 approved amendments extending the business combination deadline from July 22, 2026 to June 22, 2027, permitting up to eleven consecutive one-month extensions. The Company disclosed that each extension requires a deposit into the Trust Account of the lesser of $50,000 or $0.03 per Public Share remaining outstanding. Per Item 8.01, the Company reported that 5,869,285 shares of common stock were tendered for redemption following the vote, which reduces the required monthly extension payment to $30,921.45. The Company stated it has extended through August 22, 2026. The Trust Agreement amendment, voted on exclusively by Public Shares (3,714,879 FOR against 2,079,735 AGAINST), maintains the $69,000,000 originally placed in the Trust Account from the IPO and private warrant placement. Additionally, the Company reported electing five directors—Brady Rodgers, Charles E. Fox, William H. Flores, Marcella Burke, and James Wang—each receiving 6,878,381 FOR and 1,550,621 WITHHELD votes, and ratified WithumSmith+Brown, PC as the independent registered public accounting firm for the year ended December 31, 2026. Signed exhibits 3.1 and 10.1 were filed by Chief Financial Officer Harold R. DeMoss III/Ralph DeMoss III and Trustee Vice President Francis Wolf. Why it matters: The redemption of 5,869,285 shares materially lowers the monthly extension fee from the $50,000 cap to $30,921.45, allowing the sponsor to finance the extended timeline through June 22, 2027 at a reduced cash burn rate. Remaining shareholders should track subsequent monthly extension notices, as further redemptions will continue to decrease the per-extension funding requirement while altering the per-share trust allocation available at either a business combination or final dissolution. The extended runway through at least August 22, 2026 pauses the automatic dissolution triggers tied to the original July 22, 2026 expiration.
What changed: Form 8-K Current Report (Regulation FD Disclosure) accompanied by an attached press release (Exhibit 99.1) announcing shareholder approval of a charter extension and the deadline for submitting redemption reversal requests. On July 21, 2026, the registrant issued a press release stating that shareholders approved all proposals at its Annual Meeting of Stockholders, including an amendment to extend the deadline to complete an initial business combination. The press release attributes the extension purpose to allowing the company to "negotiate and enter into definitive agreements for the proposed business combination with the critical mineral target company that was announced on July 17, 2026." The same press release sets the operational mechanics, stating the company will accept redemption reversal requests through Noon Eastern Time on July 22, 2026. CFO Harold R. DeMoss III executed the 8-K, and Chairman Charles Fox is listed as the contact. The press release includes forward-looking statements attributed to the company, warning that actual results could differ due to factors like executing definitive agreements, due diligence results, regulatory approvals, and market conditions. Why it matters: The shareholder-approved extension halts the clock on liquidation, preserving the existing trust value per share ($10.52 per the prospectus baseline) to fund the pending acquisition instead of distributing cash back to public shareholders. Capping redemption reversals at Noon ET on July 22, 2026 creates a definitive, near-term cutoff that will lock in the final redemption rate, directly determining the net cash remaining in trust, the exact number of public shares outstanding post-extension, and the resulting pro forma ownership percentage for the founder block versus public holders once the July 17, 2026 target deal closes. The explicit pivot from a general "searching" mandate to a named strategic sector (critical minerals, sustainable power generation, related infrastructure) signals completed preliminary target identification and shifts sponsorship credibility from timeline management to deal execution capability, while the standard risk disclosures formally place those execution outcomes on record for securities litigation exposure.
What changed: A Form 8-K Current Report filed pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, specifically reporting under Item 7.01 (Regulation FD Disclosure) and Item 9.01 (Financial Statements and Exhibits) to furnish a press release. According to the press release dated July 17, 2026 furnished in the filing, CO2 Energy Transition Corp. entered into a non-binding letter of intent with a Texas-based operating oil and gas company to pursue an initial business combination. The press release states the parties intend to negotiate definitive agreements as soon as practicable, but in no event later than September 16, 2026, unless mutually extended. The filing notes the transaction remains subject to execution of definitive agreements, completion of due diligence, receipt of all necessary approvals, and other customary closing conditions. The 8-K does not modify public redemption schedules, adjust reported trust account balances, trigger automatic extension clauses, or disclose sponsor personnel or governance changes. Why it matters: The September 16, 2026 deadline established in the press release creates a fixed tracking milestone for investors assessing whether the SPAC must formally extend its combination window or move toward liquidation, directly shaping the timeline for potential redemptions. Because the letter of intent is expressly non-binding, shareholders retain unconditional redemption rights until a definitive agreement is executed. Per the press release, Chairman Chuck Fox frames the partnership as a mechanism to repurpose existing oilfield infrastructure for critical mineral recovery, positioning it to strengthen America’s supply chain security for defense applications. The press release asserts the target operates a three-prong revenue model that combines natural gas production with lithium and strontium recovery from subsurface brines extracted from its own leased wells, stating this approach is designed to deliver increased revenue per barrel and provide downside protection against lithium price volatility. The filing further notes the target plans to utilize proven extraction technologies in near-term processing plants while advancing longer-term process improvements aimed at producing low-cost strontium ferrite magnet materials domestically. According to the press release, this targets high-volume, low-cost applications like one-way drones treated as expendable munitions, while circumventing rare earth dependency. The press release also cites lithium’s placement on the USGS critical minerals list and references substantial U.S. government investments—including DPA Title III awards and stockpile funding—as backing for the strategic importance of domestic strontium production. These commercial and technical assertions shift the company’s profile from a generic blank-check vehicle to a specific infrastructure-conversion thesis, requiring scrutiny of technical feasibility, party validation, and pricing assumptions ahead of the September 16, 2026 negotiation cutoff.
What changed: A Current Report on Form 8-K disclosing the Company's receipt of a second extension payment, the corresponding deposit into the trust account, the issuance of a convertible promissory note to finance that deposit, and the mailing of proxy materials for an annual shareholder meeting. According to the Company, the Sponsor deposited $229,700 into the trust account on July 7, 2026, securing a one-month extension that moves the business combination deadline to July 22, 2026. To record this advance, Management executed a $229,700 convertible promissory note with the Sponsor. The filing states the note accrues no interest, matures upon the earlier of a completed business combination or winding up, and contains a trust account waiver preventing the Sponsor from claiming against trust funds. The note is convertible at the Sponsor's option into up to 22,970 units at a conversion price of $10.00 per unit; each unit comprises one share, one warrant exercisable at $11.50 per share, and rights where eight rights yield one share. Per the Company’s proxy announcement, Management mailed materials for an upcoming Annual Meeting placing before shareholders a proposal to extend the merger timeline month-to-month to June 22, 2027, provided the Company deposits the lesser of $50,000 or $0.03 per Public Share for each monthly extension. Additional proposals include amending the Investment Management Trust Agreement, electing five Board members, and ratifying WithumSmith+Brown PC as the independent registered public accounting firm for the fiscal year ended December 31, 2026. Why it matters: This filing actively resets the redemption deadline to July 22, 2026, while documenting continued Sponsor capital deployment through direct trust contributions. The explicit trust account waiver isolates public shareholder balances from the extension loan, yet the convertible note mechanics establish a defined dilution pathway tied to future equity structuring. The mailed proxy agenda reveals the Sponsor’s extended timeline strategy through mid-2027 and quantifies the recurring cost of delay at $0.03 per outstanding public share monthly (capped at $50,000), offering a transparent ledger for tracking trust consumption. Routine governance submissions—the board slate and auditor retention for WithumSmith+Brown PC through year-end—are procedurally mandatory but leave the underlying search status unchanged.
What changed: Definitive Proxy Statement (DEF 14A) for an annual meeting of stockholders to vote on proposals including extending the deadline to complete a business combination up to June 22, 2027, amending the trust agreement, electing directors, ratifying auditors, and adjourning the meeting. The SPAC is seeking stockholder approval to extend its deadline to complete a business combination from July 22, 2026 (after two prior monthly extensions) up to June 22, 2027, via up to 11 additional monthly extensions. Each extension requires a deposit of the lesser of $50,000 or $0.03 per outstanding public share. The trust agreement would be amended accordingly. Public stockholders have redemption rights at approximately $10.54 per share, with a deadline of July 17, 2026. The board recommends voting for all proposals. The sponsor, holding 26.8% of shares, intends to vote in favor. Why it matters: This filing is critical for investors monitoring the SPAC's timeline. Without approval, the SPAC would liquidate and redeem shares at ~$10.54. Approval gives the SPAC nearly a year more to find a deal, but redemptions could reduce trust cash and may cause Nasdaq delisting if public float falls below requirements. The redemption price (~$10.54) is slightly above the current market price ($10.44), providing a small arbitrage for those who redeem. The sponsor's large stake and waiver of redemption rights indicate strong insider support, but the outcome depends on public stockholder votes. The filing also discloses that the SPAC is in discussions with a potential target, suggesting a deal may be imminent.
What changed: Preliminary proxy statement (PRE 14A) filed by CO2 Energy Transition Corp. seeking stockholder approval to amend its charter and trust agreement to extend the deadline for completing a business combination up to June 22, 2027, with up to 11 monthly extensions, and to elect directors, ratify auditors, and permit adjournment. The SPAC proposes to extend the business combination deadline from July 22, 2026 (current extended date) to June 22, 2027, via up to 11 one-month extensions. The trust amendment allows monthly deposits of an unspecified amount per public share. Stockholders will have redemption rights at the meeting, with redemption price based on the trust account (approximately $10.52 per share). The sponsor, holding 28.7% of shares, intends to vote for all proposals and has waived redemption. The SPAC states it is in discussions with a potential target but has not yet signed a definitive agreement. Why it matters: This filing is critical because it determines whether the SPAC will continue to seek a business combination or liquidate. The extension proposal provides additional time to complete a deal, but also triggers redemption rights that could reduce trust assets and potentially cause delisting if Nasdaq listing requirements are not met. The outcome of the vote will directly impact the trust value and the timeline for any potential business combination.
What changed: Form 8-K Current Report documenting the execution of a convertible promissory note to finance the first of six permissible one-month extensions to consummate a business combination, accompanied by disclosures on direct financial obligations, unregistered equity sales, and a brief Regulation FD update. CO2 Energy Transition Corp.'s Board adopted a resolution and Sponsor CO2 Energy Transition, LLC deposited $229,700 into the trust account on May 18, 2026, resetting the business combination deadline to June 22, 2026. The filing records a corresponding zero-interest convertible promissory note obligation for $229,700, matureable earlier of consummation or winding-up, featuring an explicit trust waiver that bars Sponsor recourse against trust assets. Monthly extension pricing remains fixed at $229,700 ($0.0333 per share subject to redemption). The Board anticipates further extensions if the June 22, 2026 deadline lapses. Upon merger completion, Sponsor may optionally convert the note into up to 22,970 units at $10.00 per unit, delivering shares, warrants ($11.50 exercise price), and rights identical to original private placement terms. Regarding operational developments, Chief Executive Officer Brady Rodgers issued a Regulation FD statement claiming the company 'continues to make progress towards completing an initial Business Combination and hopes to be in a position to disclose more details regarding such progress in the near future,' citing no target entities, customer contracts, revenue forecasts, technology roadmaps, strategic partnerships, litigation, or management changes. Why it matters: The filing mechanically preserves the public trust balance by funneling extension capital through a debt instrument that contractually cannot touch the trust account, thereby protecting per-share redemption values if dissolution occurs before a deal closes. The conversion feature defers permanent equity dilution until business combination effectiveness, capping potential new issuance at 22,970 securities that mirror existing private placement units. However, the generic progress assertion signals the absence of definitive term sheets or executable milestones, indicating the extension functions as a defensive liquidity bridge rather than validation of terminal-stage negotiations. Holders monitoring the calendar must treat June 22, 2026 as a hard inflection point for redemption decisions, as continued delay triggers mandatory additional trust deposits and potential conversion of the note into publicly tradable components post-merger.
What changed: Quarterly Report (Form 10-Q) for the period ended March 31, 2026. Trust account value decreased from $72,113,895 to $71,871,061 due to $874,988 withdrawn for taxes, but per-share redemption value increased from $10.35 to $10.42 because of interest accretion. Cash on hand dropped to $26,108 with a working capital surplus of $129,819. Management discloses substantial doubt about going concern and states the board expects to extend the business combination deadline by one month (to June 22, 2026) by borrowing $229,700 from the sponsor. No business combination has been announced. A $1,500,000 working capital promissory note from the sponsor is in place, with $11,730 drawn as of March 31, 2026. Why it matters: The trust per-share value above $10.00 and the planned extension are key inputs for public stockholders evaluating whether to redeem shares at the next deadline. The low cash balance and going concern warning signal elevated risk of liquidation if no deal is reached. Sponsor's willingness to fund extensions suggests continued support but also highlights the SPAC's dependence on sponsor financing.
What changed vs 2025-11-13trust $71.4M → $72.1M +1%mandate language changedtrust account, mandate language, combination deadline +32 moved · 4 with no prior record of ours
- Trust account
- $71.4M$72.1M
- Mandate language
- the Company intends to focus its search for a target busines…the Company intends to focus its search for a target busines…
- Combination deadline
- 2026-05-22 · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $12Knot matched in this filing
- Redeemable shares
- 6.90M · unchanged
SpacBrain reads this as $689,020 was added to the trust between the two filings.
The clause “2026 December 31, 2025 Assets: Investments held in Trust Account 1 $ 71,871,061 $ 72,113,895 As of March 31, 2026 and December 31, 2025, the assets held in the Trust Account were held in money market funds which are invested primarily in”…
The clause …“the time of the Company’s IPO. 25 In addition, if we are unable to complete a Business Combination by May 22, 2026, unless extended for further 6 months, then the Company will cease all operations except for the purpose of liquidating.”…
The clause “MENTS MARCH 31, 2026 (Unaudited) In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Codification (“ASC”) 205-40, “Going Concern,” Management has determined that the”…
The clause …“outstanding at March 31, 2026 and December 31, 2025, respectively (excluding 6,900,000 shares subject to possible redemption) 269 269 Additional paid-in capital — — Accumulated deficit ( 1,957,772 ) ( 1,788,774 ) Total Stockholders’”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: A Schedule 13G beneficial ownership report. The filing identifies Barclays PLC as the reporting holder. Regarding SPAC mechanics, the text contains no references to redemption windows, trust account values, extension proposals, business combination progress, or sponsor conduct. Regarding substantive operations, it discloses no information about customers, revenue, market size, corporate strategy, technology assets, partnership agreements, pending litigation, or personnel changes. Why it matters: Schedule 13G disclosures monitor passive or non-controlling equity stakes exceeding the regulatory 5% threshold; because the excerpt lacks numerical share quantities, transaction dates, or amendment language, the filing operates as a standard compliance record that does not trigger tender elections, alter trust preservation protocols, or shift the entity's SEARCHING timeline relative to its stated deadline.
What changed: Annual report (Form 10-K) for fiscal year ended December 31, 2025, filed by SPAC CO2 Energy Transition Corp. (NOEM) still searching for a business combination. Trust per-share value increased to $10.35 (from $10.03 at Dec 31, 2024) due to interest income. Cash outside trust fell to $287,601 (from $953,069) and working capital deficit widened to $422,177. No business combination target has been selected or discussed. The mandatory deadline to complete a deal is May 22, 2026 (18 months from IPO), with a possible six-month extension requiring sponsor deposits of $229,700 per month. Management disclosed substantial doubt about the company's ability to continue as a going concern. No insider trading plans were adopted or terminated during the quarter. Why it matters: The filing confirms the SPAC remains without a target less than 3 months from the initial deadline. The trust value per share is now $10.35, but the company's cash position is low and it faces a liquidity shortfall. The going concern warning signals heightened risk of liquidation if no deal is completed by May 2026. Investors should monitor whether the sponsor will fund extensions or if a target will be announced.
What changed vs 2025-03-31trust $69.3M → $72.1M +4%going concern APPEAREDtrust account, going-concern doubt, combination deadline +32 moved · 4 with no prior record of ours
- Trust account
- $69.3M$72.1M
- Going-concern doubt
- not statedstated
- Combination deadline
- 2026-05-22 · unchanged
- Sponsor loans outstanding
- $12K · unchanged
- Mandate language
- We intend to pursue an initial business combination with com… · unchanged
- Redeemable shares
- 6.90M · unchanged
SpacBrain reads this as $2,802,998 was added to the trust between the two filings.
The clause …“expenses 95,333 220,947 Total Current Assets 382,934 1,174,016 Investments held in Trust Account 72,113,895 69,310,897 TOTAL ASSETS $ 72,496,829 $ 70,484,913 LIABILITIES, COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION AND STOCKHOLDERS’”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause “Combination will be successful. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Codification (“ASC”) 205-40 “Going Concern,” we have determined that the potential”…
The clause …“franchise taxes in 2025. In addition, if the Company is unable to complete a Business Combination by May 22, 2026, unless extended further for up to 6 months, then the Company will cease all operations except for the purpose of”…
The clause …“Initial Public Offering. As of December 31, 2025 and 2024, there was $0 and $ 11,730 outstanding under the Promissory Note, respectively. On November 22, 2024, upon the closing of the Initial Public Offering, the Company repaid the”…
The clause …“occurrence of uncertain future events. Accordingly, as of December 31, 2025, 6,900,000 shares of common stock subject to possible redemption are presented as temporary equity, outside of the stockholders’ equity section of our balance”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: A Schedule 13G/A Joint Filing Agreement Exhibit (Exhibit 99.1) functioning as a routine compliance attestation between two institutional holders. The filing contains no updated ownership percentages, voting thresholds, or investment purposes. It merely acknowledges that future Schedule 13G amendments will be filed jointly without requiring separate agreements, and each signing entity accepts independent responsibility for the completeness and accuracy of the information it contributes to the report. Why it matters: This document has no direct bearing on NOEM’s redemption deadlines, trust value per share, extension mechanics, business combination timeline, or sponsor conduct. The only substantive content consists of the corporate names MMCAP International Inc. SPC and MM Asset Management Inc., the execution date of February 12, 2026, and the signatures of Ulla Vestergaard (identified by her title as Director) and Hillel Meltz (identified by his title as President). As a standard procedural attachment, it confirms an ongoing joint reporting arrangement but introduces no new terms, customer references, revenue metrics, market size estimates, strategic plans, technology descriptions, partnership announcements, litigation claims, or personnel changes beyond those executed signatures.
What changed: Schedule 13G beneficial ownership report. The filing first identifies itself as a Schedule 13G beneficial ownership report. On the mechanics of redemption deadlines, trust distribution, extension votes, or merger progress, the excerpt contains zero operative language, amendments, or conditions. The filing states that TD SECURITIES (USA) LLC, Toronto Dominion Holdings USA Inc., TD Group US Holdings LLC, and Toronto Dominion Bank are reporting beneficial owners, but provides no share counts, acquisition dates, ownership percentages, or purchase prices. Why it matters: Schedule 13G filings serve as regulatory notifications that an investor or affiliated group has crossed the statutory 5% beneficial ownership threshold. For NOEM—a SPAC currently in SEARCHING mode—this filing indicates institutional positioning rather than operational advancement. The report does not alter redemption windows, change the recorded trust value per share, compel a board extension vote, or confirm a targeted acquisition. However, the aggregation of bank-affiliated broker and holding entities often correlates with downstream capital markets activities, including anchor investor placement or underwriting syndicate formation. Investors monitoring CO2 Energy Transition Corp. should anticipate that the substantive terms governing shareholder liquidity, sponsor conduct, and deal timing will only become visible in accompanying exhibits, subsequent Schedule 13D filings, or Proxy Statement/PROXX filings once a business combination is negotiated. Until then, this report functions purely as a post-hoc ownership marker.
What changed: Schedule 13G/A — beneficial ownership report (routine compliance exhibit). Barclays PLC submitted an amended beneficial ownership filing for NOEM. The excerpt discloses no alterations to redemption deadlines, trust value, extension timelines, deal progress, or sponsor conduct. Barclays PLC attributes no specific share purchases, sales, or transaction pricing to itself in the provided text. Why it matters: Institutional position amendments signal ongoing regulatory tracking that may later inform voting power on proposed business combinations, extension proposals, or sponsor compensation structures. The filing contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Zero numerical figures appear in the excerpt, and Barclays PLC attributes no new share quantities, percentages, or acquisition costs to itself. Accordingly, the document does not materially alter tracked SPAC mechanics, though it confirms Barclays PLC remains a reporting holder under federal securities rules.
What changed: A Schedule 13G/A amendment — a U.S. Securities and Exchange Commission regulatory disclosure of changes in beneficial ownership of equity securities. Rivernorth Capital Management, LLC submitted the excerpt identifying it solely as a Schedule 13G/A beneficial ownership report; the text contains no share quantities, ownership percentages, acquisition or disposition dates, redemption activity, trust account composition, extension provisions, or sponsor conduct narratives Why it matters: Schedule 13G/A amendments typically track institutional accumulation or reduction of SPAC shares that may influence voting alignment ahead of the 2026-11-21 business combination deadline, but because the provided excerpt omits quantitative thresholds, transaction details, or target discovery commentary, the SEARCHING classification and trust preservation mechanics remain unaltered on the strength of this submission alone
What changed: Quarterly report (Form 10-Q) for the quarter ended September 30, 2025. Trust account value increased from $69,310,897 (Dec 31, 2024) to $71,424,875 (Sep 30, 2025), raising per-share redemption value from $10.03 to $10.27, per the unaudited balance sheet. Cash declined from $953,069 to $343,499, and the company reported a working capital deficit of $133,753. Net income of $1,260,098 was reported for the nine months, driven by $2,193,869 in trust interest, compared to a net loss of $66,985 in the prior-year period. No business combination, extension, or material definitive agreement has been announced; the combination period ends May 22, 2026, unless extended. Management disclosed substantial doubt about going concern due to potential liquidity shortfall and mandatory liquidation. No Rule 10b5-1 plans were adopted or terminated by directors or officers during the quarter. Why it matters: The trust per-share value ($10.27) exceeds the IPO price, providing a buffer for public shareholders who may redeem in a future deal. The low cash balance ($343,499) and working capital deficit signal potential reliance on the sponsor’s $1.5M working capital note (only $11,730 drawn as of Sep 30, 2025). With the combination deadline 6 months away (May 22, 2026) and no announced target, the going concern disclosure highlights the risk of liquidation if a deal is not completed or extended. The absence of insider trading plan adoptions suggests no imminent share sales by management.
What changed vs 2025-08-12trust $70.7M → $71.4M +1%trust account, combination deadline, going-concern doubt +31 moved · 5 with no prior record of ours
- Trust account
- $70.7M$71.4M
- Combination deadline
- 2026-05-22 · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $12K · unchanged
- Mandate language
- the Company intends to focus its search for a target busines… · unchanged
- Redeemable shares
- 6.90M · unchanged
SpacBrain reads this as $738,494 was added to the trust between the two filings.
The clause …“Assets 488,916 1,174,016 Long-term prepaid insurance 8,333 — Investments held in Trust Account 71,424,875 69,310,897 TOTAL ASSETS $ 71,922,124 $ 70,484,913 LIABILITIES AND STOCKHOLDERS’ DEFICIT Current liabilities Accrued expenses”…
The clause …“at the time of the Company’s IPO. In addition, if we are unable to complete a Business Combination by May 22, 2026, unless extended for further 6 months, then the Company will cease all operations except for the purpose of liquidating.”…
The clause “Combination will be successful. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Codification (“ASC”) 205-40 “Going Concern,” Management has determined that the potential”…
The clause …“Public Offering. As of September 30, 2025 and December 31, 2024, there was $ 11,730 outstanding under the Promissory Note. On November 22, 2024, upon the closing of the Initial Public Offering, the Company repaid the note and”…
The clause …“at September 30, 2025 and December 31, 2024, respectively (excluding 6,900,000 shares subject to possible redemption) 269 269 Additional paid-in capital — — Accumulated deficit ( 1,661,991 ) ( 1,264,170 ) Total Stockholders’”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: beneficial ownership report. This document is a Schedule 13G beneficial ownership report [SEC accession number 0001398344-25-015550]. Regarding redemption deadlines, trust value, extensions, deal progress, and sponsor conduct, the filing excerpt contains no disclosures. Regarding other substance—claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel—the filer, Rivernorth Capital Management, LLC, makes no statements. No numerical figures are printed in the provided text. Why it matters: This routine regulatory update does not alter the SPAC’s searching status, adjust the per-share trust balance, trigger or suspend a redemption window, record an extension vote, signal target identification or negotiation milestones, or reflect sponsor governance behavior. Investors tracking liquidity mechanics, capital preservation, or business combination timelines should treat this as neutral administrative reporting with zero impact on the navigation clock, trust account accrual, or shareholder optionality.
What changed: A Limited Power of Attorney exhibit (Exhibits A and B) attached to a Schedule 13G/A filing, formally documenting Mizuho Financial Group, Inc., Mizuho Bank, Ltd., Mizuho Americas LLC, and Mizuho Securities USA LLC delegating execution authority to designated officers—including Takahiro Katsura, Hidekatsu Take, and Adam Hopkins—to sign and file beneficial ownership reports regarding their holdings in NOEM. The document discloses no adjustments to redemption deadlines, trust account balances, extension voting timelines, merger deal progress, or sponsor conduct. According to the filing, it merely preserves existing corporate signatory protocols for Section 13(d) and 13(g) compliance; no change in percentage ownership, acquisition strategy, or SPAC structural mechanics is reported. Why it matters: This filing serves as a routine administrative update rather than a catalyst for capital events or transaction timelines. As stated in the document, the limited powers of attorney explicitly clarify that the appointed attorneys-in-fact assume no independent liability for Exchange Act compliance, while ratifying past and future filings executed on Mizuho’s behalf. The exhibit also catalogues subsidiary headquarters (e.g., 1-5-5, Otemachi, Chiyoda-ku, Tokyo 100-8176, Japan; 1271 Avenue of the Americas, NY, NY 10020, USA) and executive designations including Deputy President, Managing Executive Officer, Head of Global Branches & Subsidiaries Coordination Office, and Chief Legal Officer. Investors tracking de-SPAC progression, redemption windows, or sponsor accountability will find no operative commitments, valuations, or strategic pivots tied to NOEM in this submission.
What changed: Quarterly report on Form 10-Q for the period ended June 30, 2025 – a routine SEC filing containing unaudited condensed financial statements and management discussion. Trust value per share at June 30, 2025 was $10.19, up from $10.03 at December 31, 2024; trust account balance was $70,686,381. No business combination has been announced; the company remains in the searching phase. A Working Capital Note of up to $1,500,000 was entered into on April 15, 2025, but no amounts were outstanding at quarter end. The company's deadline to complete a business combination is May 22, 2026, extendable monthly for up to six months with a $229,700 deposit per extension. Management disclosed a going concern qualification related to mandatory liquidation if no deal is completed by the deadline. Why it matters: The trust is trading above the $10.00 IPO trust value, providing a modest premium for redeeming shareholders. The May 22, 2026 deadline is distant but the going concern disclosure confirms risk of liquidation if no deal is reached. The absence of any working capital draws suggests low cash burn. No target or definitive agreement has been announced, so the SPAC remains a pure cash shell for redemptions or future deal speculation.
What changed vs 2025-05-13trust $70.0M → $70.7M +1%going concern APPEAREDtrust account, going-concern doubt, combination deadline +32 moved · 4 with no prior record of ours
- Trust account
- $70.0M$70.7M
- Going-concern doubt
- not statedstated
- Combination deadline
- 2026-05-22 · unchanged
- Sponsor loans outstanding
- $12K · unchanged
- Mandate language
- the Company intends to focus its search for a target busines… · unchanged
- Redeemable shares
- 6.90M · unchanged
SpacBrain reads this as $665,404 was added to the trust between the two filings.
The clause …“Assets 636,979 1,174,016 Long-term prepaid insurance 33,333 — Investments held in Trust Account 70,686,381 69,310,897 TOTAL ASSETS $ 71,356,693 $ 70,484,913 LIABILITIES AND STOCKHOLDERS’ DEFICIT Current liabilities Accrued expenses”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause “Combination will be successful. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Codification (“ASC”) 205-40 “Going Concern,” Management has determined that the potential”…
The clause …“initial business combination. In addition, if we are unable to complete a Business Combination by May 22, 2026, unless extended for further 6 months, then the Company will cease all operations except for the purpose of liquidating.”…
The clause …“Initial Public Offering. As of June 30, 2025 and December 31, 2024, there was $ 11,730 outstanding under the Promissory Note. On November 22, 2024, upon the closing of the Initial Public Offering, the Company repaid the note and”…
The clause …“outstanding at June 30, 2025 and December 31, 2024, respectively (excluding 6,900,000 shares subject to possible redemption) 269 269 Additional paid-in capital — — Accumulated deficit ( 1,538,034 ) ( 1,264,170 ) Total Stockholders’”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: A Schedule 13G/A amendment filing reporting changes in beneficial ownership of equity securities. The filing updates the beneficial ownership record for MMCAP International Inc. SPC and MM Asset Management Inc. The excerpt contains only holder names and lacks accompanying schedules, tables, or narrative paragraphs detailing share quantities, acquisition dates, percentage thresholds, or transaction purposes. Accordingly, there is no information here affecting redemption deadlines, trust value preservation, extension proposals, business combination status, or sponsor conduct. The previously reported $10.52 per share trust valuation remains unadjusted by this submission. Why it matters: Amended 13G reports serve as regulatory checkpoints rather than transaction catalysts. Institutional positioning disclosed through such filings can indicate whether third-party capital is accumulating ahead of a proposed merger, which may later influence shareholder vote math or sponsor negotiation leverage. Because the text provides no executive commentary, presentation slides, press releases, or strategic roadmaps, no claims regarding customers, revenue, market size, technology, partnerships, litigation, or personnel are attributable to any party. The document contains no actionable timeline shifts or cash-flow impacts for a SEARCHING-stage SPAC investor.
What changed: A Schedule 13D beneficial ownership report. The provided excerpt contains only the filing header, an SEC accession number (0001213900-25-049487), and a system-generated note stating the structured holder table is absent from this XML variant. No reporting persons, share quantities, acquisition dates, purchase prices, or percentages are included. Why it matters: Schedule 13D filings normally signal that a person or group has crossed the five-percent ownership threshold, which in a SPAC context often precedes shareholder activism, pushes for rapid liquidation or extension votes, coordinated block trades ahead of a business combination, or sponsor-side positioning—all of which directly shape redemption dynamics, trust preservation, extension feasibility, target diligence timelines, and sponsor fiduciary conduct. Because this excerpt omits the mandatory ownership table and all narrative exhibits, it provides no verifiable data on redemption windows, trust account status, extension proposals, deal progress, or sponsor actions. The only claim present—that the holder table is missing from the XML variant—is attributed to the document's own parsing annotation. Without substantiated figures, strategic statements, or governance changes, the filing currently holds no actionable weight for investors tracking NOEM’s capital structure or merger roadmap.
What changed: SEC Form 4 insider ownership report. The filing reports that CO2 Energy Transition, LLC, identified as a 10% owner, maintains a direct holding of 2,565,000 shares in CO2 Energy Transition Corp. It discloses no transaction event, trade price, or settlement date. Why it matters: As a routine Form 4 snapshot, it does not modify redemption deadlines, trust account mechanics, extension procedures, business combination progress, or sponsor conduct beyond confirming the reporting party’s preexisting equity tier. The document contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Because the SPAC remains in SEARCHING status, the filing provides neither new corporate action data nor triggers for shareholder decisions, and thus does not alter redemption calendars or trust distribution expectations.
What changed: A Joint Filing Statement pursuant to Rule 13D-1(K)(1), executed as Exhibit I to a Schedule 13G/A, which records a procedural consent to combine separate beneficial ownership disclosures into a single SEC submission. Kerry Propper and Antonio Ruiz-Gimenez state that they have mutually agreed to file this joint consent under Rule 13d-1(k)(1)(iii). This action adjusts only the routing of their public disclosure obligations; it does not alter CO2 Energy Transition Corp.’s redemption deadlines, trust account mechanics, extension vote schedules, or business combination progress. The signatories do not modify sponsor conduct protocols, target search parameters, or investor liquidation rights through this instrument. Why it matters: The undersigned further specify that the joint arrangement may be terminated at any time upon written notice or a mutually agreed shorter period. For capital market participants, this confirms coordinated regulatory compliance by Propper and Ruiz-Gimenez without impacting the trust balance, conversion triggers, or the sponsor’s fiduciary duties during the active search phase. Because the document contains no operational directives, financial projections, partnership announcements, or litigation updates, it remains a standard administrative exhibit rather than a catalyst for shareholder action or valuation adjustment.
What changed: Schedule 13G — beneficial ownership report. The excerpt identifies Karpus Management, Inc. as the reporting holder but omits all numerical disclosures regarding share counts, ownership percentages, acquisition dates, or transaction prices. Accordingly, the filing does not disclose any shifts in redemption expectations, adjustments to the trust account valuation, triggers for extensions, progression toward a Business Combination, or alterations in sponsor management or conduct. Why it matters: As a routine compliance exhibit filed under Section 13(d) of the Securities Exchange Act, this document attributes a beneficial ownership position to Karpus Management, Inc., signaling that the firm meets or exceeds the regulatory disclosure threshold for equity holdings in the issuer. For investors monitoring a Search-stage SPAC, institutional accumulation can precede Capital Commitments, PIPE placements, or alignment with target search criteria. However, because the provided text contains no assertions regarding projected revenues, customer pipelines, addressable markets, technological advantages, strategic partnerships, pending litigation, or executive personnel changes, and includes zero financial or transactional figures beyond the SEC accession number, the filing conveys no verifiable operational or structural updates attributable to the company or its advisors. Materiality cannot be established without the complete form exhibiting the actual share quantities, amendment codes, and purpose-of-acquisition representations.
What changed: Routine compliance exhibit in the form of a Schedule 13G beneficial ownership report. First, this document is a Schedule 13G beneficial ownership report. Second, the filing attributes the reporting obligation solely to Mizuho Financial Group, Inc. Third, the provided excerpt contains no references to changes in the redemption deadline, trust account value, business combination search progress, extension requests, or sponsor governance. Fourth, the text includes no substantive disclosures regarding customer bases, revenue streams, market sizing, technology roadmaps, partnership agreements, litigation matters, or executive personnel. Why it matters: The filing represents a standard regulatory update on institutional equity positions, but the abbreviated excerpt omits share counts, ownership percentages, acquisition dates, and voting arrangements necessary to evaluate potential influence over a pending merger or redemption dynamics. Because Mizuho Financial Group, Inc. is the sole named filer and no operational or financial projections are attributed to CO2 Energy Transition Corp. or its advisors in this text, the submission does not signal near-term deal progression, alter shareholder liquidity parameters, or indicate shifts in capital structure protections.(flagged for human review)
What changed: 10-Q quarterly report for CO2 Energy Transition Corp. (NOEM) for the quarter ended March 31, 2025. Trust account value per share increased from $10.03 to $10.12, total trust investments rose to $70.0M. Cash decreased from $953K to $631K. Post-quarter, the company entered into a $1.5M convertible promissory note with the sponsor for working capital. No business combination has been announced; the company remains in its search phase with a deadline of May 22, 2026 (with possible monthly extensions). Why it matters: The trust value per share exceeds the IPO price of $10.00, providing a cushion for potential redemptions. The working capital note signals sponsor support but also indicates cash burn ahead of a deal. The lack of a announced target and the approaching 18-month deadline (with extension options) are key for investors tracking redemption and deal timelines.
What changed vs 2024-12-27trust $2.1M → $70.0M +3283%mandate language changedtrust account, mandate language, combination deadline +22 moved · 3 with no prior record of ours
- Trust account
- $2.1M$70.0M
- Mandate language
- the Company intends to focus its search for a target busines…the Company intends to focus its search for a target busines…
- Combination deadline
- not previously extracted2026-05-22
- Sponsor loans outstanding
- not previously extracted$12K
- Redeemable shares
- not previously extracted6.90M
SpacBrain reads this as $67,950,977 was added to the trust between the two filings.
The clause …“expenses 254,778 220,947 Total Current Assets 886,187 1,174,016 Investments held in Trust Account 70,020,977 69,310,897 TOTAL ASSETS $ 70,907,164 $ 70,484,913 LIABILITIES AND STOCKHOLDERS’ DEFICIT Current liabilities Accrued expenses”…
The clause “Directors anticipates that the Company may not be able to consummate an initial business combination by May 22, 2026, the Board of Directors, by resolution, may extend the period of time to consummate an initial business combination up to”…
The clause “Initial Public Offering. As of March 31, 2025 and December 31, 2024, there was $ 11,730 outstanding under the Promissory Note. On November 22, 2024, upon the closing of the Initial Public Offering, the Company repaid the note and”…
The clause …“outstanding at March 31, 2025 and December 31, 2024, respectively (excluding 6,900,000 shares subject to possible redemption) 269 269 Additional paid-in capital — — Accumulated deficit ( 1,469,071 ) ( 1,264,170 ) Total Stockholders’”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Routine compliance exhibit: an amended Schedule 13G beneficial ownership report filed on behalf of MMCAP International Inc. SPC and MM Asset Management Inc. The filing records an amendment to prior Schedule 13G coverage. The submitted text identifies the reporting entities and SEC file number but omits the specific percentage of NOEM common stock now held, the number of shares acquired or disposed, the transaction consideration, and the effective date of the change. Accordingly, the excerpt provides no update affecting CO2 Energy Transition Corp.’s redemption deadline, trust distribution mechanics, business combination extension authority, target pursuit progress, or sponsor governance conduct. Why it matters: Amended 13Gs typically capture passive portfolio adjustments, index fund rebalancing, or threshold-crossing movements that alter public float concentration and voting leverage. As stated in the filing header, the amendment satisfies periodic disclosure obligations under Rule 13d-2, but it does not disclose control intent, merger proxy agreements, or sponsor lock-up arrangements. No claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel appear in the text. Institutional block tracking remains standard SPAC diligence because accumulated or reduced public holdings directly influence redemption stress modeling, sponsor anti-dilution math, and proxy solicitation timelines, yet the immediate contractual and valuation framework for NOEM shareholders remains unaltered by this excerpt.
What changed: A routine compliance exhibit (Schedule 13G beneficial ownership report) filed by Barclays PLC. Barclays PLC disclosed its beneficial ownership stake in NOEM. The filing does not amend, reference, or interact with the company’s current search phase, its redemption mechanics, its trust account balance, any proposed extension timeline, its business combination pipeline, or its sponsor’s conduct. Why it matters: This is a standard regulatory disclosure triggered by institutional ownership thresholds. It serves purely as a transparency update for the investing public and contains no operational data, financial metrics, strategic roadmaps, partnership announcements, litigation notices, or personnel changes attributable to NOEM, its sponsors, or Barclays PLC. It therefore carries no impact on shareholder redemption calculations, trust distribution scheduling, or merger execution timelines.
What changed: SEC Form 8-K reporting entry into a Convertible Promissory Note (Working Capital Note) dated March 31, 2025 and executed April 15, 2025, filed pursuant to Items 1.01, 2.03, and 3.02. According to the filing, the Company entered into a facility allowing the Sponsor to loan up to an aggregate $1,500,000, including $11,731 previously advanced, exclusively for working capital. The document states these amounts accrue no interest and mature on the earlier of the effective date of an initial Business Combination or the Company’s winding-up date. Regarding trust mechanics, the filing explicitly notes the Sponsor waives all claims against the Trust Account, meaning the Company would repay the note solely from funds outside the trust if no Business Combination occurs. Conversion terms state the Sponsor may elect to convert principal into Units at $10.00 per Unit, where each Unit contains one share, one warrant at a $11.50 exercise price, and rights at an eight-to-one ratio. The filing further reports warrants become exercisable on the later of 30 days after Business Combination completion or 12 months from IPO closing, and remain non-transferable and non-redeemable while held by the Sponsor. Prepayment requires advance written Sponsor consent, which may be withheld arbitrarily. A Schedule of Borrowings in the exhibit records a $6,730.09 increase on 11/22/2024 and a $5,000.00 increase on 12/5/2024, leaving a principal balance of $11,730.09. The filing calculates that full drawing equals a maximum of 150,000 Working Capital Units. Why it matters: As reported in the document, this note does not modify existing redemption deadlines or alter the statutory trust account per-share value. However, the Sponsor’s explicit trust waiver and restriction of repayment to non-trust assets protect public shareholders from working-capital default risk, which the Sponsor acknowledged carries 'substantial risk.' For deal progress, the zero-interest funding extends operational runway without triggering extension fees or voting requirements, though default provisions allow immediate acceleration upon bankruptcy proceedings lasting 60 consecutive days. Sponsor conduct disclosures show unilateral discretion over drawdown timing, conversion elections, and prepayment withholding, aligning the Sponsor’s economics with the private placement units issued at IPO. Additional substance includes integration with the Registration Rights Agreement dated November 20, 2024, New York governing law, and the Company’s designation as an emerging growth company. Chief Executive Officer Brady Rodgers signed the filing on behalf of the registrant, and Andrew J. Martin, President, acknowledged the Sponsor’s terms.
What changed: 10-K annual report for fiscal year ended December 31, 2024, filed by blank-check company CO2 Energy Transition Corp. (NOEM) in SEARCHING status. The company completed its IPO on November 22, 2024, raising $69M gross ($69M placed in trust, $10.00 per unit). Trust account held $69,310,897 as of Dec 31, 2024 (≈$10.045 per public share). No business combination target has been selected and no substantive discussions have occurred. The deadline to complete a deal is May 22, 2026 (18 months from IPO), extendable up to six additional months (to Nov 22, 2026) by the sponsor depositing $229,700 per month. No extension has been taken. The company reported net income of $2,632 for 2024 (vs. net loss of $184,365 in 2023) due to interest income. A material weakness in internal control over financial reporting was identified related to complex financial instruments. The sponsor still owes $11,730 on a promissory note. The company adopted an insider trading policy and a clawback policy. Why it matters: This is the first annual report post-IPO and confirms the SPAC has not yet found a target, has a clean trust with a small interest accretion, and faces a deadline of May 2026 (extendable). The material weakness in internal controls is a risk factor for investors. The trust value per share (~$10.045) is slightly above the $10.00 IPO price, but below the $10.52 the user's status suggests. No sponsor conduct issues beyond standard arrangements.
What changed: Routine compliance exhibit — a Schedule 13G beneficial ownership report identifying CO2 Energy Transition, LLC, Andrew J. Martin, Charles E. Fox, and David Gow as reported shareholders. No mechanical update appears in the excerpt: no share quantities, acquisition dates, purchase prices, redemption deadline adjustments, trust account balances, extension proposal timelines, merger negotiation milestones, or sponsor conduct statements are disclosed. The filing merely registers these parties as beneficial owners under Securities Exchange Act Rule 13d. Why it matters: With NOEM remaining in SEARCHING status, anchoring the founding principals and sponsor entity via a 13G establishes a public ownership baseline. Tracking these exact names through subsequent 13G/A filings, Form 4 insider transactions, or proxy materials will reveal whether they are accumulating ahead of a business combination, signaling coordination with prospective target management, or preparing standard sponsor commitment instruments. Because the provided text contains no numerical disclosures, strategic assertions, customer references, revenue projections, technology descriptions, partnership announcements, litigation mentions, or personnel changes, its substantive weight rests entirely on future amendment frequency and the eventual transition to a 13D or Form 4 as position sizes or deal proximity shift.
What changed: Schedule 13G/A beneficial ownership report. The provided excerpt identifies Barclays PLC as the reporting entity submitting an amended beneficial ownership disclosure under SEC file 0000312069-25-000258, but contains no share counts, ownership percentages, transaction dates, or acquisition prices to indicate what actually changed in the equity position. Why it matters: As a routine compliance exhibit, a Schedule 13G/A updates regulatory tracking of institutional holders; however, because the excerpt attributes no claims to CO2 Energy Transition Corp., its sponsor, or Barclays PLC regarding redemption deadlines, trust distribution values, extension proposals, deal pipeline advancement, or managerial conduct, the filing excerpt bears no direct mechanical implication for current investors. Furthermore, the text contains no substantiated statements attributed to any party about customer relationships, revenue streams, addressable market size, strategic technology roadmaps, partnership agreements, litigation posture, or executive appointments, leaving the document procedurally necessary but materially thin pending full share-count and threshold disclosure.(flagged for human review)
What changed: A Joint Filing Statement pursuant to Rule 13D-1(k)(1) consenting to the joint filing of a Schedule 13G regarding the common stock of CO2 Energy Transition Corp., executed by Antonio Ruiz-Gimenez and Kerry Propper. Antonio Ruiz-Gimenez and Kerry Propper state they agree to jointly file a Schedule 13G and incorporate this exhibit, and reserve the right to unilaterally terminate the joint arrangement upon written notice or a mutually agreed shorter period. The document contains no reporting of adjustments to redemption windows, trust account valuations, extension proposals, active business combination negotiations, or sponsor conduct metrics. Why it matters: This exhibits functions solely as an administrative conduit enabling multiple beneficial owners to satisfy Rule 13(d) disclosure requirements through a single filing. It carries no independent weight regarding target development, shareholder exit mechanics, capital maintenance, or executive movements. The substantive data needed to track redemption liquidity, trust preservation, deal advancement, or sponsor alignment resides entirely in the principal Schedule 13G referenced herein, which must be consulted for actual percentage positions, cost bases, and stated transactional purposes.
What changed: Routine compliance exhibit: A Schedule 13G beneficial ownership report filed by AQR Capital Management, LLC, AQR Capital Management Holdings, LLC, and AQR Arbitrage, LLC regarding securities of CO2 Energy Transition Corp. (NOEM). This filing discloses a new or amended beneficial ownership position exceeding five percent by the listed AQR affiliates. The provided excerpt contains only the cover page and holder names, so no specific share quantities, acquisition dates, voting agreements, or amendment identifiers are visible. No redemption deadlines, extension proposals, trust drawdowns, or sponsor conduct details are referenced. Why it matters: A 13G indicates passive investment intent rather than active control, which is standard for institutional asset managers accumulating public securities in a SEARCHING-phase SPAC. Because the body text is absent, the document contains zero claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Investors cannot derive deal progression timelines, redemption pricing mechanisms, or sponsor behavioral patterns from this excerpt alone. The filing is material solely for tracking cumulative institutional exposure ahead of potential deSPAC activity.
What changed: Schedule 13G beneficial ownership report. The provided excerpt identifies only the filing designation, the SEC accession number, and the reporting entity (Aristeia Capital, L.L.C.). It discloses no share quantities, acquisition dates, purchase prices, redemption triggers, trust account adjustments, extension voting schedules, target identification progress, or sponsor conduct. Why it matters: Because the filing text contains zero numerical disclosures, strategic assertions, or operational claims, there are no statements requiring attribution. Without the supplementary data tables or Item narratives normally attached to Form 13G submissions, this isolated header provides no signal regarding merger viability, shareholder redemption exposure, or capital preservation. Institutional managers routinely file Schedule 13G upon crossing statutory ownership thresholds or acquiring securities incidentally; absent the complete exhibit package, this entry operates strictly as a regulatory compliance record rather than a material catalyst for investors monitoring business combinations or net asset value.
What changed: A routine compliance exhibit, specifically a Schedule 13G/A amended beneficial ownership report. Regarding redemption deadlines, trust value per share, extension votes, target business combination progress, and sponsor conduct, the filing discloses none of these items. The provided excerpt contains no operational, financial, or strategic data; it solely identifies MMCAP International Inc. SPC and MM Asset Management Inc. as reporting holders without accompanying share quantities, ownership percentages, transaction dates, or explanatory exhibits. Why it matters: As a periodic regulatory amendment, the filing signals continued institutional observation of NOEM shares but offers no immediate leverage on capital structure mechanics. Because no percentages, dates, or operational assertions are included, it does not redefine redemption windows, adjust trust distributions, initiate extension periods, or indicate sponsor commitment to a merger timeline. The absence of claimed customers, revenue targets, market sizing, technology roadmaps, partnerships, litigation exposure, or personnel shifts means the document carries no near-term fundamental weight. Investors tracking NOEM should monitor subsequent forms or attached exhibits to determine whether position sizes cross critical reporting thresholds or accompany announced acquisition milestones.
What changed: This document is a Schedule 13G beneficial ownership report filed on February 7, 2025, identifying Ramya Rao as the reporting person disclosing beneficial ownership of greater than five percent of CO2 Energy Transition Corp. (NOEM) common stock. The filing updates public disclosure of Ramya Rao’s current beneficial ownership stake. It contains no information regarding changes to NOEM’s redemption deadline of November 21, 2026, its per-share trust account balance of $10.52, any extension proposals, target acquisition progress, or sponsor conduct. Why it matters: Schedule 13G filings serve as transparency mechanisms for significant equity holders without necessarily signaling strategic action. Because this filing does not outline activist intentions, voting arrangements, or sponsorship adjustments, it does not affect NOEM’s search timeline or investor redemption calculus. Any ownership attribution applies solely to Ramya Rao. The document makes no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel, nor are any such claims attributed to any party.
What changed: routine compliance exhibit — amended Form 3 insider ownership report. The filing confirms that CO2 Energy Transition, LLC, which the document designates as a 10% owner, holds 2,300,000 shares directly. As an amended Form 3/A, it updates the public register of this direct position but records no purchases, sales, conversions, grants, or pricing events within the provided excerpt. Why it matters: For investors tracking redemption deadlines, trust value, extensions, deal progress, or sponsor conduct, the report delivers no mechanical or timeline updates. It contains no references to business combination targets, due diligence milestones, extension voting procedures, shareholder redemption notices, or trust account administration. The filing itself attributes the 10% ownership classification to CO2 Energy Transition, LLC. No additional figures, customer claims, revenue projections, market size estimates, technology roadmaps, partnership disclosures, executive appointments, or litigation matter appear. The document neither advances the SEARCHING status nor modifies any implied sponsorship obligations, leaving it immaterial for immediate decision-tracking.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.